Next Avengers Assemble: the Movie
by Redrogue17
Summary: Guess... contains OCs and one or two OOCs. Rated T just in case. Adopted by Kyuubi9841.
1. Prologue

"Can we hear it again, please?" Asked 5-year old James from his place on the top bunk, his red hair still wet from the shower and his sapphire blue eyes filled with wonder.

"More! Tell us the story more, please!" Begged the other 5-year old, Toruun, from her spot next to him. Her blonde hair was held partially in a ponytail beside her face by a red scrunchy and her sky blue eyes pleading.

On the bunk below 3-year olds Azari and Liz leaned forward in excitement. His golden eyes glowed in contrast to his dark skin. Liz was his opposite with her light brown hair, brown eyes, and pale skin. 4-year old Raven hung upside down next to them, her long black hair almost touching the floor and her golden eyes in line with her new younger siblings.

"Ok! But then it's off to bed!" Replied Tony, the man formerly called Iron Man, from his place with 9-month old Pym in his arms. "And there came a day, unlike any other, when earth's mightiest heroes were untied against a common threat. The Solider, the God, the Knight, the Spy, the Giant, the King, the Pixie, the Ghost, the Archer, the Hunter, and the Spider. To fight the battles that no single hero that day, they became the Avengers! Time traveling conquerors, alien invaders, and masters of evil, the Avengers vanquished them all! And finally, when the world was at peace, the heroes built lives of their own.

"The Solider and Spy fell in love, as did the Giant and Pixie. The King found his Queen, the hunter, his match, the Spider made his web, and the thunder-God returned to his kingdom, far away from the world of men. And one by one, the children of the Avengers came to be. Children who would, one day, become a new generation of heroes. But in time, evil returned. An evil called Ultron. Ultron wanted nothing less than total dominion over the world, but the Avengers stood in its way. Sadly, their defeat was inevitable. But before they fell, the Avengers hid their children in a place faraway where they would grow up safe from Ultron's grasp. Because the Avengers knew that as long as the children were alive, there was hope. Hope for the future."

He whispered the last part to the unconscious forms of the children. James was sprawled out on his bunk with Toruun draped across him like a blanket. Liz had fallen to the floor, face first and still slept soundly, Azari leaned on Raven's stomach like a pillow. Pym cuddled with his stuffed ladybug and he snored softly.


	2. Twelve Years Later

…12 years later…

12-year old Pym raced through the forest, his tiny form visible by the green light he radiated. As he sped past the waterfall and through their little home, he failed to notice the pair of golden eyes peering through the gloom of a bush. It leapt through the trees in pursuit of the young boy.

As the miniature hero sped through a clearing, a sudden burst of lightning forced him to the ground. Before he could recover his wits, a pair of hands clasped him tightly.

They belonged to the 15-year old Azari. He wore a sleeveless black spandex uniform with elbow length gloves to show off the tattoos that covered his body. Across his waist was his collapsible Bo staff, which doubled as his belt.

He opened his hands to reveal a very unhappy Pym. "Tag, Pym!" He said smugly.

"No fair, Azari!" replied the younger boy as he grew in size. He now had a military buzz cut and a yellow metal plate suit over a full-body black jumpsuit. In the center of his chest was a small green circle and his legs had black paint crisscrossing with the yellow to look like a bee. "You didn't give me enough of a head start!"

"No fair?" Azari rebuked, "Aren't you the one who called no powers and then shrunk and flew away?"

"Ya, well, I meant no powers for you!" Replied the boy, embarrassed.

"Of course," replied Azari. "Guess what Pym, you're it!"

With that, he leapt into the trees.

"Hey!" Called the boy after him, "Not so fast, and no powers!"

He stared after him for a moment before shrinking down and flying away.

000000

Tony stared at them from the monitors.

"Jocasta," he called, "adjust environmental controls in the hanger plus two therms, radar ray-7 needs realigning, and let's get lunch started, shall we?"

"Commands in progress," replied a feminine robotic voice.

000000

17-year old Toruun sat in front of her father's monument at the fountain. She still held part of her hair in a ponytail on the side of her face by a red scrunchy, while the rest of it flowed free along her back. Tony had built her light grey Asgardian modeled armor with golden boots. Her magical sword was plunged into the ground behind her.

"I dreamt of Asgard again, father," she said aloud, "The Bifrost Bridge stretched out before me, and I could see the glow of the realm eternal. I know thee to be real, father. And I hope that one day soon you will come for your daughter."

Near the fountain, at the edge of the tree line, 16-year old Raven sat crisscrossed on a rock, meditating. Her straight black hung over her shoulders and down her back. She wore a black skintight suit with dark grey tiger stripes and no sleeves, fingerless gloves, and black combat boots. Her healing factor made any need for armor rather unnecessary.

A miniature Pym raced over to her, hoping to catch her off her guard. As he approached, he found himself at the point of a metal claw.

"Tag me at your own risk, Henry," she said without opening her eyes.

No one was entirely sure why, but somehow when mutant gene activated, she gained an ultra-light biologically made metal not too dissimilar to adimantium that covered her entire skeleton along with the rest of her powers.

Pym gave a little gulp before turning and heading over to Toruun. He grew in size and snuck up behind her, over to her sword. He then proceeded to try and lift said sword and failed miserably. However, his struggles did alert her to his presence.

"And father," she said loudly, "lastly I beseech thee: give me the power to smite Pym, once and for all!"

"WHAT!" He exclaimed fearfully.

He turned, shrunk, and flew away as fast as possible. Toruun just stepped forward, gripped her sword, pulled it out of the ground in one hand, and threw it at the younger boy, who found his way blocked by a rock. He saw the approaching sword just in time to duck and avoid decapitation, the blade lodged in the rock just above him. That was when something sticky was shot at Toruun's feet, gluing her in place. She looked up to see 15-year old Liz hanging on a high stone. Her hair was shoulder length, hanging around her head as she stared at them. Her outfit was similar to Azari's, but it was shoulder less, and crimson red with black web designs. In the center of her chest was a black spider. He flew up and hid behind Liz and Azari, who was now sitting next to Liz.

"That's not how tag works, Toruun," the Wakandan glared, "You're supposed to run from Pym, not attack us!"

"And why didn't you do anything?!" asked Liz to the mutant.

"Pym needed to learn how to get out of his messes on his own," she calmly replied, without even opening her eyes, "We will not always be there to help. He was lucky Toruun missed her mark."

"An Asgardian warrior never misses, mortal!" Replied Toruun as she made her way towards the rock.

"So you're not an Asgardian? Or do you people just not make good on your threats?" Liz asked.

Toruun turned toward her, fire in her eyes. Liz put her hands out in an "I surrender" position.

"Break it up you two," called Azari in exasperation, "Whenever you two fight, _I_ have to clean up the blood!"

Toruun shot one last glare at Liz before turning back to Azari.

"Running away a human rule," she said as she removed her sword from the rock, "An immortal Asgardian warrior runs from no one! You, Pym, Liz, Raven, and James are about to taste my sword's wrath!"

While Pym cowered a little more, Liz and Azari looked utterly unimpressed. Raven ignored her completely.

"Hey," the Viking girl realized, "I mean, forsooth! Where's James?"

"At this time?" replied Liz, "I'd give ya three guesses, but your blonde so you'd probably need more."

Everyone snickered except for Toruun who just scowled and Raven who warned, "Liz, your excessive teasing and jokes will be the death of you."

000

Four figures stood inside the messy bungalow. They stared as the mess on the bed began to move, revealing a pair of tanned legs, clothed in brown pajama bottoms. Even though they were there almost daily, they were still shocked by the state of disarray the room was in.

"Does he get the sword, the web, the spark, or the sting today?" Asked Toruun, "Or should we go to Raven and ask her to do the 'honors?'"

Pym and Liz glanced at each other mischievously and grinned.

"It's his royal highnesses turn," they replied in unison.

"I hate you both," was all he said before moving forward.

The rest of them only smiled smugly, each having been on the wrong side of what they knew was about to occur. His body glowed as electricity began to emit from his body. He brought his finger forward and when it was about an inch away a bolt of lightning jumped onto the sleeping form's foot.

With a shout of pain, and reflexes only an elf or Raven would have, James leapt up, turned on his shield, and slammed it into Azari. The other boy felt a stab of pain in his gut before his was launched through open air and into the mud outside.

The 17-year old James stepped out onto the balcony. He still wore his light brown pajama and his energy shield was active on the red glove on his left hand. It was egg shaped with a circular projector on the front. He rubbed his head and opened his eyes to see who it was he had hit.

He turned off his shield when he saw Liz helping Azari out of the mud. "If you dorks are all done bothering me, I'm going back to bed."

"Who are you calling a dork, Red?" gawked Liz as she got her web shooter ready to fire.

James sighed. "That would be you, Web-head."

She jumped forward with her leg out through the air. He simply stepped back and grabbed her leg. He pulled her around in a 180 degree angle and then threw her through the air and into the mud beside Azari.

"Now can I sleep?" He asked lazily.

"But you're missing the game!" Cried Pym, completely ignoring the outburst like it was daily occurrence, which it was.

"What is your problem, James?!" Shouted Azari from below, "You've been sleeping all day, missing training, blowing off your chores…

"Which _I_ have to do by the way," Liz added.

"And generally being a real pain!" the dark-skinned boy concluded.

"Who cares?" Replied the red head, "What am I gonna miss, laundry day? So what if we don't do the chores and train?"

With that he back flipped off the edge of the balcony and landed behind the others, even though he hadn't practiced in days.

They all felt a pang of jealousy. Besides Raven and to an extent Liz, his natural abilities, combined with his inherited physique had given his the physical skills that they others trained endlessly for naturally. Whereas the others constantly trained to maintain good physical condition, James was naturally athletic. Whoever had said that fitness was a lame power was totally wrong.

"For what?" he continued, "Seriously, nothing's ever gonna happen in this place! You can act like a king, Pym can play superhero, Raven can meditate and say stupid junk like she's a monk, Liz can run around climbing all the walls she wants, and Toruun can live in fantasy land, saying 'aye' and 'verily' 'til she's blue in the face! What's the point?!"

"The point is, to not be such a jerk!" Shouted the Asgardian from the balcony.

His attitude hurt her more than the others because they had been so close growing up. There had been a time when she thought that maybe...

"_Oh right_, there's no point for _us_ cause our parents are dead," said the boy, breaking into her thoughts. "Your dad just abandoned you, so there's still hope."

That did it. She gripped her sword and launched down at him. He blocked it with his shield. They pressed against each other, trying to push the other one back. It was here that James's lack of practice finally began to show.

"Do you think Asgardians really say jerk?" Pym wondered aloud.

The others only shrugged before turning back to the fighting pair.

"Anyone have some popcorn?" Liz asked the two boys.

"Your magic sword doesn't scare me, Toruun!" Said the boy.

"Then allow me to put the fear of it into thee!" She replied as thunder rumbled menacingly from somewhere.

Toruun pulled the sword up and swung it down again, intending to break that infernal shield. Suddenly, four metallic claws, two in each hand, blocked both the sword and the shield.

"Enough," Raven demanded, "This bickering is pointless."

"'Bickering' she calls it," Liz observed, "I wonder what she would call 'attempted murder'."

"Raven's right, that's enough!" Commanded another voice.

Everyone froze before turning to see who had spoken. They looked at an old man with long white hair, a white beard, and blue eyes. He wore dark brown pants and a black shirt with red sleeves.

"Tony!" cried Azari, "I was about to tell them to break it up!"

"Ya, we wouldn't have let it get serious!" agreed Liz.

"James, Toruun! Go to your bungalows and cool off!" Said Tony, ignoring the pair.

As they walked away, Pym gave a little laugh while Liz smirked. "You and the others too, Pym."

"Awww!" Complained the boy before they all began to move out.

Then turning to Raven, he instructed, "Thank you for stopping them, but next time you hear a commotion, come directly to me."

"Yes sir," she replied.

The old man watched them all begin to leave.

"James, wait," he said to the boy as he walked away, "I know you feel trapped here with just the seven of us, but try not to take it out on your brothers and sisters. Especially Toruun and Raven. If you want to be mad at someone, be mad at me."

"I'll apologize to them. Later," he replied.

"Your father was never very good at doing nothing either," Tony continued, "You know you can always come talk to me, James."

But it's not the same, is it?" the boy asked quietly, "Like you say, you're not my dad."

With that, he walked up the stairs.

Tony sighed before turning away sadly. In so many ways James and Steve were alike, but in many others they were different. He would have expected the boy to be throwing himself into training, unable to sleep. But here he was, doing the exact opposite. It was just another reminder of what he had lost.

Suddenly, an alarm began sounding. A horn blared while red lights flashed. Tony gasped before turning to James who had frozen and was looking back at him.

"James, go to your room!" He commanded.

"Tony?" Toruun called, uncertain as she and the others arrived.

"Sir, what's going on?" Asked Raven.

"What are these lights, and that noise?" Continued Pym.

"Everyone, inside James's bungalow until I give the all clear!" Was the old man's only reply.

"Can we please wait in Raven's room," Liz begged, "It's scary clean but at least…"

"Now!" Tony ordered.

At once, they all ran inside the room, Tony sprinting down the beach the other way. James took one last moment to stare after him, trying to ignore the feeling that was the last real conversation they'd have for a while.


	3. Iron Avengers

The six children waited inside of the bungalow. Azari paced the room with impatience. That is, until he accidentally stepped in a piece of old gum that was on the floor. He lifted his shoe and stared at it in disgust.

"Ugh, how do you live like this James? Haven't you ever heard of cleaning up?" He asked.

The older boy, who had a finger in his nose, just shrugged. He had managed to get changed, ignoring Raven's jokingly seductive growls. He now wore a black leather jacket and blue jeans. He had on a red glove on his right hand to match the one on his left, along with matching boots.

"We should be out there with Tony, not hiding!" Shouted Toruun.

"We're not hiding," Liz replied, picking up a slice of pizza from yesterday's lunch, "We're having a party. Besides, this is probably a new training drill."

"Maybe," Pym was saying before he gasped, clasping his hands over his mouth. He slowly removed them to continue in a whisper, "Maybe it's Ultron!"

"What? That's ridiculous! It's not Ultron!" Replied James, "It's probably something stupid, like a fire on the machine level, or that time Jocasta went nuts because of the water main leak. It's not Ultron."

"Don't be so quick in making conclusions," Raven stated, "Tony wouldn't react this way if it were something mundane."

"Ya you're right," agreed Pym. "There's no way it's..."

He trailed off as the others jumped up, weapons ready. He glanced behind him to see a strange green and yellow robot facing through the wall behind him.

"Hello children," was all it said before it collapsed onto the ground.

The children lowered their weapons uncertainly. Suddenly, the door opened to reveal Tony. He looked at the robot on the ground.

"Vision!" He exclaimed before dropping to his knees.

The android's eyes reopened and it turned to face Tony, "My apologies, the drones in Ultra City have been upgraded. One was able to damage my immaterial form as I left."

"Were you followed?" Was all the man asked.

"Negative," replied the robot, "Did I set off the alarm? Perhaps my electronic access keys were damaged. And how odd, this doesn't look like the control center."

"Everything is going to be all right," said the old man, "Come on let's get you to the workshop."

"Stay here!" He told the kids.

Pym blinked before yelling in fright.

"Delayed reaction, much?" Muttered Liz.

They all followed Tony out onto the balcony.

"Tony...?" James asked uncertainly.

Tony sighed, "Look, I know you all have questions. I promise I'll explain everything, but later. Right now I have to take care of my friend. Please stay in your rooms."

* * *

Tony approached the fountain, or more specifically, the Iron Man monument, farthest to the right. He extended his hand to symbol on it, which began to glow. Suddenly, the circle in the center moved away to reveal a secret passage, which he began to descend. From the trees, the children watched.

"We're gonna follow him, right?" Asked Pym.

"Ya!" Replied James.

"Aye!" Agreed Toruun.

"No duh!" Liz exclaimed.

"Why?" Raven asked.

"No!" Azari declared, the lone voice of reason, "Tony said wait, so we'll wait. He'll explain everything. We need to respect his wishes."

He finished by glowing menacingly, and letting electricity in circle his body.

Toruun glanced at each him mischievously. She whipped out her sword and absorbed the lightning into it and brought it to the Wakandan's throat.

"Stand down, Brother," she ordered.

He only sighed miserably.

"Pym, you're the tech head," James instructed, "Open it up!"

The youngest boy nodded.

* * *

They all stared down into the darkness, wondering what awaited them.

"Did you guys know the fountain was a secret door? Cause I didn't, and I'm WAY smarter than all of you!" Pym said in excitement.

They ignored him and walked downward into the void, Raven and Liz smacking his head as they passed.

"How could we have lived here all this time and not known about this?" Toruun wondered aloud.

"For the same reason why we're going down here in the first place," Raven explained, "Tony didn't want to tell us because he felt we weren't ready."

"But why not?" James asked.

As they walked, a door ahead of them opened automatically.

"Come on!" Pym called.

"Guys, we're gonna get in so much trouble!" Azari warned.

"Oh wah, wah, wah!" Pym mocked as Liz rolled her eyes and countered, "We've been getting into trouble since the day we were born. If you're ever gonna get promoted from prince to king, you'd better grow some guts."

"I think I've been here before, when I was a kid," James said, causing the others to stop and look back at him as he continued, "I remember hanging onto this rail, I was falling on it. I remember being scared."

Pym laughed, not noticing that even Liz had gone silent at his words.

"That sounds like you! Big old scaredy- ah!" He yelled as he ran into something.

He turned around to see something he never thought he'd ever see: Their parents.

First they saw Captain America, and then the others began to light up, one by one. They stared in amazement at them all, noticing for the first time that they were all robots.

"What is this?!" Azari asked breathlessly.

"They're our parents," replied James.

"He's right!" Pym exclaimed, "It's just like the story! That's my dad! The Gaint! That's James's dad, the Solider, and his mom the Spy! There's Raven's dad, the Hunter! And that's Liz's dad, the Spider! There's Toruun's dad! Or wait, maybe that's her mom? Look at all that hair!"

Toruun stepped forward, gripping her sword to scare him off.

"Who's that?" Azari asked, walking up to the one next to Thor.

"The Archer, maybe?" Toruun theorized.

"No, really," Liz replied sarcastically, "I thought the giant bow in his hands means that he's Knight!"

"But the Knight is missing, and the Pixie and Ghost," Toruun countered.

"Guy!" Pym yelled excitedly, "Tony called that robot the Vision! The Vision is the Ghost!"

They all turned to look at James. He stood in front of his parents, staring at them intently. All his life he'd grown up hearing about how amazing Captain America was, but the boy had never met him. He was more attached to his father than any of the others, save Toruun.

"Why would Tony keep this from us?" Toruun asked.

"As I said earlier," Raven responded, "For whatever reason, he felt we were not ready. We shouldn't be in here."

"Raven's right," Azari agreed, "If Tony _DID_ want us to know about these, he would tell us. Now we should keep going if we want to spy on him. _FIND_ him, I mean."

"Goin' with the flow, are you?" Liz smiled, "There may be hope for you yet, Spark-plug."

With that, they began to walk away. Toruun turned back and noticed that James had yet to move from his place in front of the robot Captain America.

"James, come on!" She called to him.

He didn't answer.

"James..."

* * *

The others emerged onto a catwalk, smoke and steam rising into the air.

"Just relax, old friend," Tony's voice came from somewhere below, "I need to see how extensive the damage is. How did they find you?"

"I was accessing the mainframe…" replied the android.

A panel opened up on his stomach to reveal the wires within.

"Ew, robot guts!" Pym gagged.

"Robots don't HAVE guts!" Liz whisper-shouted at him.

"All of Europe has been subjugated by the machine forces since my last report," continued Vision, "Drones are gathering along the Pacific Rim and eastern Europe. The invasion of Asia will soon commence, along with phase three. "

The children glanced at each other.

"What's "phase three?" Azari's eyes narrowed.

"Bake a birthday cake," Liz smiled nervously.

"In thirteen years, he's conquered half the planet," Tony muttered.

"On the bright side," the mechanical man added, "I have heard various reports that Logan has survived, though none of them are conclusive."

"That's to be excepted," Tony nodded, "Even Thor admits that Logan is one of the few truly immortal people in the universe."

"Also, although I'm not certain about the man himself, I have confirmed that Clint Barton's son is alive," Vision finished.

"What?!" gasped the old man.

"Hey who's Clint Barton?" Asked Azari.

"He must've been an ally or former enemy of the Avengers," Raven deduced, "Probably an Avenger himself."

"Maybe he was the Knight, or the Pixie!" Pym exclaimed.

"The Pixie was your mom, idiot!" Azari and Liz glared in unison.

"Maybe he was the Knight!" Pym correctly repeated, undeterred.

* * *

"James, we should go," Toruun said quietly.

"What it has my dad's voice," he replied, "Or it's programmed to be like him, or has his memories! Do you think he can hear me?"

He looked back towards her. They stared into each other's eyes for a moment before Toruun found herself unable to hold his gaze any longer.

He turned back to the machine.

"Um, dad?" he said uncertainly, "Can you hear me? Hello? Are you awake?"

"James, it's not your dad," said Toruun quietly as she placed a hand comfortingly on his shoulder, "It's a robot. As Raven would say, even if it was like your father it would be a poor substitute."

He shook her hand off and stepped forward, his foot half in the spotlight that illuminated the android, "Sir? Um…. Captain America? Are you, um… online?"

Its eyes lit up, causing the pair to stumble back in fright.

_"Iron Avenger!"_ It yelled, _"Designation: Captain America, now online! Accessing mission database. Mission acquired. Destruction of A.I. threat, designation: Ultron, commencing!"_

"Ultron?" Toruun gawked.

The robot had walked to the end of the platform before it turned around to face its companions.

_"Iron Avengers, assemble!"_ It called.

This appeared to be some kind of activation code, because all the others activated and began to follow the Iron Captain out of the room.

"Whow, wait!" Called James as he realized what was happening.

The floor suddenly shook as the Iron Giant Man moved through an entrance to its side.

"Stop!" He cried vainly.

He turned and sprinted after the leaving robots.

"Ahhh, stand down! Stop! Dad!" He yelled as he pulled against the leading robot.

It just shook him off and kept walking. They entered what appeared to be a large launching platform, just as Toruun caught up with James. The pair followed them, only to be stopped as the ground they were standing on moved away.

* * *

The others watched as Tony repaired the Vision. Pym, the tech head that he was, couldn't help admiring the mechanics that had been put into making him. He leaned farther out to try and get a better look and lost his balance, slipping over the side. Fortunately, Raven managed to catch the younger boy in time, and he murmured his thanks as he was pulled up. Unfortunately, Tony heard Pym's yelp of surprise.

"Azari, Pym, Raven, Liz! What are you four doing down here?!" He called.

* * *

The Cap was the first to launch. He rose into the air on a pair of jet boots that had been built into his feet. The two children could only watch in horror the others began to rise into the air after him.

* * *

The ground began to rumble, knocking Tony's tools over, causing him to blink in shock. An alert began to sound, focusing his attention.

_"Iron Avengers launch sequence: initiated,"_ said Jocasta.

Tony removed his goggles for dramatic effect.

"Oh no," he whispered, fear in his voice.

* * *

Iron Giant Man was the last to launch, spewing smoke in its wake.

"Oops," said James.

"Verily," agreed Toruun.

* * *

In a room far away, a figure stood atop a pillar, watching multitudes of video screens displaying images from all around the world.

_"Energy source detected,"_ reported an electronic voice. _"Location: Arctic Circle. Energy analysis matches fugitive, designation: Iron Man."_

_"Finally,"_ the figure said.

* * *

"Jocasta, send reserve power to long range radar!" Tony commanded.

"Tony, this was not my idea!" Azari tried to explain, "It was-"

"Grab Vision's head!" Tony ordered, ignoring him.

They all blinked, confused.

They then turned to face the figure on the table as he began to speak, "Hello Henry, hello Azari, hello-"

"His head?" Asked Raven, interrupting.

"Now!" the old man called.

They all gathered around the head. A couple of panels opened in Vision's chest.

"Awesome!" Pym exclaimed, pulling the head free.

"_Multiple radar contacts, designation: Iron Avengers_," they heard Jocasta say.

They all moved over to the radar screen.

"What's going on?" Asked Pym, worry creeping into his voice.

"Ya," Liz agreed, "Give us some answers, Pops!"

Before he could reply, Jocasta spoke, "_New contact, suborbital trajectory. Designation:-"_

"Tony!" Yelled a voice behind them.

They turned to see James and Toruun race into the room.

"I'm sorry!" said the boy, "Th-there were these robots, and they looked just like our parents! And then..."

He trailed off as he noticed the look on the old man's face that read "yeah, I know". Without a word he turned back to the computer screen.

"I think he knows," said Toruun.

"Gee, Ya think?!" Liz called.

* * *

As the Iron Avengers flew through the sky, they noticed a red light ahead. They confirmed using their scanners. It was the target. Iron Giant Man flew ahead while the others took up defensive positions in the air. The giant moved toward the target, but it flew through its head without even slowing down.

* * *

"We're leaving," the old man stated.

"What do you mean, leaving?" Azari asked , confused.

"Leaving?" Pym gawked, "As in, leaving here? But- but, we've never left here!"

"Come on, Tony!" Raven demanded, "Give us some answers! We have the right to know!"

Tony just sighed, knowing they didn't have time for this.

* * *

Iron Black Widow felt something slam into her back. Red lines began spreading across the android's body. Her eyes turned red.

* * *

"Get to the control center!" the old man said. "We don't have much time! Vision will explain!"

"Vision?" James asked . "What about you?"

_"Alert, Iron Widow: offline,"_ called Jocasta.

Tony gasped, "You have to get to the control center!"

* * *

_"Iron Spider: offline."_ Jocasta's voice continued to echo as they ran up the steps, _"Iron Thor: offline."_

Toruun stopped. "

We shouldn't have left him!" She yelled angrily.

Azari moved toward her, "He told us to! We have to get to the control center, that's what he said!"

_"Iron Panther: offline."_ She kept running._ "Iron Wolverine: offline."_

"Those robots, the Iron Avengers?" James asked Vision, "Why are they going offline?"

"The enemy has developed the ability to infect machinery, corrupting and overidding its programming with its own," Vision replied, "There is a high probability that the Iron Avengers have been compromised."

"_Iron Captain America: offline."_

"He was the last," the android continued, "Ultron will be coming for us now."

"Wait, wait, wait, wait!" Pym interrupted, almost dropping him in shock, "Ultron? Realy? Ultron is coming? Here?"

"You've got to be kidding me," Raven added, her eyes widening.

"He's not," replied Liz warily.

They turned to look at her. She had gone pale and was shaking like crazy. Azari instintictivly reached out and gripped her hand.

"How do you know?" Asked Pym.

"You know how I have a spider-sense like my dad?" They nodded. "Well, here's a hint: I'm not shaking cause I'm cold."

As if in response to her words, the sky exploded. Toruun and Raven grabbed the others and launched out of the way of the falling debris.

James blinked as snow rained down on his face. He looked up to see a hole torn in the sky. Suddenly, it began to darken in a dome. Red lights and alarms lite up, illuminating the area.

But they were watching the light that was descending from the sky.

A large, sliver robot touched down in front of them. It looked strangely similar to the pictures they had seen of the Knight, except for the face which seemed to be smilingly wickedly. For the first time in their lives, they stared into the face of Ultron.

"Oh, snap," Raven said in an almost monotone voice.


	4. Site Seeing

**Sorry for taking so long, but I have many other things to do. R&amp;R please and thsnk you!**

* * *

Ultron took a few steps toward them. It paused as it seem to notice the children for the first time.

_"Children,"_ it stated, _"unexpected. Assessment: potential threats. Commencing termination."_

With that, it stepped back and raised its hand, energy building in his palm. Their eyes widened as they tried to take defensive stances. Somehow it didn't seem like they would be able to deflect it in time.

Suddenly, a figure launched from the smoke that surrounded them. He wore a red and gold suit of armor that looked a lot like Ultron, with green lights that shone through creaks in the metal. The figure leapt forward and gripped Ultron's head in his hands before tossing him through the trees. As the robot began to stand, the figure launched a massive beam from his chest, sending him flying through the jungle, leaving only a trail of destruction in its wake.

The children beheld him in awe.

"The Knight, Iron Man!" Pym exclaimed.

The Knight turned towards them. His masked lifted up to reveal someone they hadn't expected: Tony.

"Get to the control center!" He ordered, "I'll hold it off!"

"Tony?!" James gawked, still in shock.

He was interrupted as a figure launched through the trees and into the air, off in the distance.

"I'll be right behind you! Go!" the old man replied as his mask descended onto his face and he rose into the air after it.

"This is wrong!" Toruun yelled as she raised her sword, "We have to help him!"

"Children!" Vision called their attention, "Do as Iron Man says! You and Raven must protect the others, Toruun! Your safety is of the utmost importance! Iron Man will join you shortly."

"He's right," Raven agreed in a soft voice, "We need to go!"

They finally turned and began moving again.

* * *

In the air, the two warriors clashed. Ultron dodged a repulser blast before taking a kick to the face, followed be a punch. He responded with several of his own, pushing the hero back. Iron Man launch another repulser before flying away from control center, seeking to put as much distance between the android and the children as possible.

They fired repulsers at each other as they descended into the jungle. Skimming the ground, the Knight increased his speed until he arrived at the reactor which powered their home. He turned to face the jungle, watching as the machine tore through the trees. He narrowed his eyes.

* * *

The children has made it to the control center. Toruun and Raven stood guard as the others ran inside, sword and claws at the ready. Pym placed Vision's head on the control panel.

"Stay robot head," he ordered, "We'll be right back!"

"Somehow I don't think that'll be a problem," Liz observed.

They all turned and began moving towards the exit. Vision opened his eyes, which were glowing red.

"Vision, override," he said, "Command code: Quinjet."

Lights flashed as the room began to activate. They all stopped and looked back.

"What's a 'Quinjet'?" Pym asked.

"It's a singing group with four guys," Liz answered.

"That's a _quartet_," replied the mutant.

"Take your seats please," the robot instructed as six seats rose up out of the floor. The ceiling opened up to reveal a glass roof and lights began flashing, "We are launching."

"Launching?" Azari was confused.

Jets activated beneath them and the ceiling burst as they were lifted into the air. They were forced into the chairs as they fell from their feet. The jet paused in the air as wings unfolded from its back.

"No..." James was in shock, "No, stop! Go back!"

But he was ignored, and the ship flew out of the hole created by Ultron's entrance. They could only stare at the dome which had been their home for so many years. All they knew had just been turned upside down the moment they had seen the snow.

* * *

Ultron was pounding him. Tony was losing the fight. The machine pressed his hands against the hero's shoulders, red lines beginning to spread out as it tried to corrupt the suit. Tony realized what was happening and blasted his foe with a laser, forcing him back. He then ripped off his shoulder plates before the corruption spread to the rest of his suit.

They sped through the trees, firing blast after blast as they went. Tony lifted a rock and hefted it towards the machine, only for it to be smashed to pieces. Then the machine finally landed a repulser beam. It blasted the old man through the trees and onto the fountain, ripping apart his armor as he flew. Ultron advanced slowly until he stood over the defeated form of his enemy.

_"Struggling until the end,"_ it observed, tossing the helmet of the man towards him, a trophy of its victory, _"Illogical. You must realize, the end is here."_

"No," Tony gasped in pain, "Still...hope..."

_"False. Hope is a human illusion." _

A light began to shine above them. The Knight looked upward to see the Iron Avengers descending down around them.

_"Your Iron Avengers are under my control now, Iron Man. And you belong to me!"_

* * *

The screen showed the children everything.

"It's got Tony!" Pym exclaimed, "Look! They're taking him!"

"Stupid robot!" Toruun yelled, "Do as we say! Turn this ship around now!"

"Ya, we've got to save the Boss!" Liz agreed.

"I will not," replied Vision, "Iron Man sacrificed himself to keep you safe, and that's what we will do. Stay safe, stay hidden. There are parts of the world where Ultron has not reached, far away from Ultra City. I have set a course for the Savage Land."

"The Savage Land?" Raven raised an eyebrow.

"That sounds horrible!" Pym shrieked.

"Not exactly my definition of 'safe'," Liz agreed.

"Actually, parts of it are quite nice and... Alert: reserve power depleted. Recharge required..." With that, he powered down.

"Sir?" Azari asked uncertainly.

"He's out of juice!" Pym shouted.

"Well that's just great!" Azari yelled, "We'll what now?"

"I think I can get him up and running," Pym replied, "I'll need to reconfigure his power matrix..."

"I say thee nay!" Toruun interrupted, "I will not run and I will not hide! I am the daughter of Thor, and Ultron will pay for what he's done!"

"Now wait one moment, Toruun," Raven countered, "I want Ultron's head on my claws as much as you want it on your sword, but you are not in charge. If anyone should be in charge here its James!"

Everyone was focused on her, so no one noticed him wince.

"He's the oldest and the strongest!"

"But Tony wanted us safe!" Azari reminded them, "Going after Ultron is the exact opposite of that! James, back me up here."

Silence was the older boy's only answer.

"James?" He asked.

Everyone turned to face him. He just stared out the window as if he didn't hear them.

"James?" Toruun's voice drew him back to the present.

"I… I lead Ultron to our home," he said in a whisper that seemed to echo around them, "Tony's gone because of me. It's all my fault…"

Liz and Azari exchanged a look. No one had ever seen James like this. He may have been a lazy pain, but everything he did, he did with confidence. He never hesitated, so they always knew he would be ready for anything. Now he seemed almost... broken.

Raven put a hand on the boy's shoulder, "It was an accident, you did not intend for any of this to happen. Just let it go."

Toruun casted one last worried look at James before declaring, "We're going after Ultron! Pym, take the controls and head for this Ultra City!"

"I'm on it, Toruun!" He replied, then realized something, "Um, two questions. How do you fly this thing and where _is_ Ultra City?"

* * *

The city spread across the horizon, glowing with purple light. Skyscrapers stood overlooking everything like sentinels. It had been built on top of New York City and then improved, making it a vast expanse of stone and metal. It was towards this expanse that a black jet flew. It rocketed past, cleaving the water in its wake. A scanner identified the machine as a hostile threat and cannons emerged from the walls. They fired a volley of missiles that torn the machine to shreds.

In the air behind it, the passengers moved out from behind a cloud. James and Azari each gripped one of Toruun's hands as she flew through the air, with Raven clinging to the boys in a chain and Liz using her wall-crawling ability to piggy back Toruun. Pym flew beside them, holding onto Vision's head by a wire.

"Ok fine," Azari admitted angrily, "So maybe they _would_ have attacked us!"

The others only glared at him.

* * *

In the city, two figures hid in the shadow of an alley. One was a 17-year old boy with black boots and pants, a black jacket with white trim, dark eyes, and blonde, almost white, hair. He held a bow in his hands and a quiver of arrows was strapped to his back.

The other was a 15-year old boy with brown hair that had streaks of red and blue eyes which was the only thing visible through his makeshift Iron Man mask. He had on blue jeans, dark grey hoodie, red combat boots, and a grey backpack. Through his earpiece, he heard about the misadventure from the sky.

"Looks like someone tried busting into the city," he reported, "They got shot down, but one of our scouts saw a couple of people actually fly into the city. Like, without a plane. Almost as if they had super powers."

The older boy stood.

"Let's go met our guests, shall we?" He replied before vanishing into the darkness, the younger boy following behind.

* * *

The group had found a sort of passage. It was a pipe the led between the buildings. Azari guided them before hurrying down a side passage. They found themselves overlooking a plaza of some sort, machines flying around on whatever business they had been programmed for.

"Big," Pym whispered.

Liz nodded in reply, her voice lost for once.

"Hereith be the plan!" Toruun stated.

"I don't think 'hereith' is right," Pym interrupted.

"Ya, I don't think even Asgardians say things THAT stupid," Liz snickered.

"Shut up!" Toruun glared, "Here's the plan. We fight our way through the city, get to Ultron, smite him, and free Tony!"

"Huh, the Viking way," Liz quipped, "Simple, short, sweet, and to the point."

"That plan is insane on several levels!" James exclaimed, "We can't beat Ultron!"

"He's right," Raven replied, "Ultron's a predator, he'll be waiting for us. If Tony's alive, it'll only to be to draw us in. We will not win, only fall."

"I am immortal and invulnerable!" Toruun yelled, "Ultron holds NO fear for me! Besides, my father watches over me!"

"You don't know that you're invulnerable!" James argued.

"Your father has not helped you before, so what makes you think he will now?" Liz agreed, "And even the Vikings who worshiped the Asgardians knew they were not immortal!"

"For Asgard!" She yelled, leaping off the platform, ignoring them both.

She slashed open a robot as she descended.

"Tell me she didn't just do that," James groaned.

"Oh, she did," Liz replied, "And now, we're all _so_ dead."

A robot landed in front of the Asgardian and fired a wave of bullets towards her.

"Toruun!" James yelled in fear.

She dropped behind her sword, using it as a shield. It deflected a weapons. It swung at her with an arm which she then slashed off and threw back, destroying it.

"Have at thee!" She yelled.

Another machine dropped six more drones around her, surrounding her. She sliced one in half, but the others fired machine guns at her exposed back. The transport ship fired a laser, blasting her.

She stood in a crater staring uncomprehendingly at the wound on her arm.

"Ow," she muttered.

She gasped as the robot fired another laser, launching her through the air.

"No!" Yelled Pym.

He blasted off the laser and struck at the machine.

"And there's more where that came from!" He taunted.

He gasped as he dodged a bullet, literally.

"Ha! Missed!"

With that he flew away, the machine following him. He led it over to the others where Azari blasted it with lightning, James raising his shield to block the wreckage.

Toruun looked up just as Iron Giant Man landed on top of her, the rest of the Iron Avengers following. It moved to the side letting her up. She could only scream as Iron Thor gripped her face and began choking her.

"We have to help her!" Yelled Azari as the android threw her to the ground, forcing her to drop her sword. "We have to-"

"No duh!" Yelled Raven as she leapt through the air, the double claws on each hand unsheathed, along with the single claws on each foot.

She knocked Iron Thor out of the way and kicked outward. Iron Spider, who just happened to have jumped into the air when she began her initial rescue, got caught by the claw and a small tear appeared in its side. Liz shot out a web which attached to Toruun's back and then yanked her back through the air. James jumped out and caught her before she hit the ground.

Now they were faced with a new problem. Raven was surrounded be the Iron Giant Man, Iron Thor, and Iron Spider. Before they could come to her rescue, the rest of the Iron Avengers blasted them back.

Azari and Liz landed a distance away, the Wakandan holding Vision's head tightly. Suddenly, the wall behind them disappeared and a hand reached out and gripped the girl. She screamed in shock as it pulled her away. At the last minute, Azari gripped her hand and was pulled in along with her.

"Azari!" Yelled James. "Liz!"

He was interrupted as the door behind them vanished as well, to reveal a boy in a mask.

"Hurry up!" he ordered, grabbing onto Pym and yanking him in.

Another person appeared in her place and grabbed James and Toruun, forcing them to follow.

Raven was left to make her stand alone. She blinked as Iron Thor began to approach. Out of nowhere, several arrows launched through the air, slamming into the Iron Avenger and exploding. They were followed by a white haired boy holding onto a bow which had been attached to a grappling hook. He landed in front of her a grin on his face.

"You ready to get out of here, beautiful?" He asked, extending his hand.

"I am, and don't call me 'beautiful'," she replied, her voice calm and even.

"Then hang on," he said pulling her towards him.

He fired an arrow into the distance and the rocketed up on a zip line. They then disappeared into the darkness.

The Iron Avengers were left with several destroyed robots, a few craters, and a magic sword that was lodged in the ground.


End file.
